SEC Form 4 · accession 0001209191-19-018065
Spok Holdings, Inc · SPOK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vincent D Kelly
Officer — President & CEO · Director
Period of report
Mar 8, 2019
Accepted (ET)
Mar 8, 2019 · 4:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001289945
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 8, 2019 | M | 40,938 | $0.00 | A | 123,210 | I | Vincent DePaul Kelly, Trustee of the Vincent DePaul Kelly Third Amended and Restated Revocable Trust |
| Common StockF2 | Mar 8, 2019 | F | 18,464 | $14.21 | D | 104,746 | I | Vincent DePaul Kelly, Trustee of the Vincent DePaul Kelly Third Amended and Restated Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | — | Mar 8, 2019 | M | 40,938 | D | — | — | Common Stock | 40,938 | 252,956 | I |
| Restricted Stock UnitsF5 | — | Mar 8, 2019 | D | 40,939 | D | — | — | Common Stock | 40,939 | 212,017 | I |
Explanation of responses
- F1On March 8, 2019, shares were issued upon vesting of Restricted Stock Units ("RSUs") granted to Mr. Kelly under the Spok Holdings, Inc. 2016 Long Term Incentive Plan (the "2016 LTIP").
- F2On March 8, 2019, Mr. Kelly surrendered 18,464 shares of Spok Holdings, Inc. (the "Company") common stock to the Company in payment of required tax withholdings due upon vesting of the time based awards. The price was based on the closing price per share of March 1, 2019 as reported on NASDAQ.
- F3RSUs were granted to Mr. Kelly under the 2016 LTIP. Each RSU represents a contingent right to receive one share of the issuer's Common Stock.
- F4On March 8, 2019, 40,938 shares vested.
- F5On March 8, 2019, 40,939 shares were forfeited due to performance criteria of the 2016 LTIP not being met.